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4 March 2026

Company Registration In Poland: Guide For 2026

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Dudkowiak & Putyra Business Lawyers

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Dudkowiak & Putyra Business Lawyers is a leading Polish Law Firm operating on the market since 1992. D&P specializes in providing legal services to foreign investors and international corporations in investment ventures in Poland. D&P is recognized for M&A and Corporate Law, Real Estate, Litigation, Regulatory, Arbitration and Employment Law.
Registration of companies in Poland remains very popular amongst foreign investor for last two decades. There are number of advantages why entrepreneurs choose Poland for their investment localization:
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Advantages of Investing in Poland

Registration of companies in Poland remains very popular amongst foreign investor for last two decades. There are number of advantages why entrepreneurs choose Poland for their investment localization:

  • An easy and fast company registration process, which in online procedures may take only a few business days,
  • No general restrictions for foreigners, who may act as shareholders and directors, and Polish companies have access to the EU labour and consumer markets.
  • Political and economic stability,
  • Low corporate taxation (0% tax on profit retention, low taxes for holding companies),
  • Incentives for investors available under the Polish Investment Zone framework,
  • A modern and evolving foreign investment landscape, reflecting regulatory and digitalisation reforms introduced in recent years.

Company Incorporation in Poland - Key Facts for 2026

Minimum share capital 5.000 zł for LLC and 100.000 zł for JSC
Foreigners can be Shareholders? Yes
Separate legal personality of LLC? Yes
Fast track registration available Yes
Online registration available Yes
Time required to register the company Typically 1–3 business days for online (S24) registration; longer for traditional notarial registration, depending on the court's workload
Foreigners can be Directors? Yes
Tax number - NIP Assigned automatically during registration of the company
Statistical number - REGON Assigned automatically during registration of the company
Company registration number (KRS) Assigned automatically during registration of the company
Company name reservation? Not required
Basic corporate tax rate 9% for small taxpayers and start-ups and 19% standard CIT rate (the 9% rate applies to taxpayers whose annual revenues do not exceed the PLN equivalent of EUR 2 million)
Availability of 0 % tax rate (Estonian CIT) Yes – under the Estonian CIT regime, where taxation is deferred until profit distribution or hidden profit payments
Shareholder liability Shareholders bear no liability for company debts
Incorporation tax / stamp tax 0,5% on initial contributed capital
Usual financing methods Shareholder loan, Share Capital Increase, Reserve Capital Injection.
Virtual Office A company may be registered at a virtual address; however, for VAT registration the tax authorities may require evidence of actual business premises and genuine economic activity.
Bank account A bank account may be opened with a Polish bank, subject to standard KYC and AML procedures; in practice, personal attendance of directors or proxies is often required.
E-signature Members of the Management Board must use a qualified electronic signature compliant with the eIDAS Regulation or a Polish Trusted Profile (Profil Zaufany) for electronic filings and financial statements.
Beneficial Owner (CRBR) Beneficial owners must be reported to the Polish Central Register of Beneficial Owners (CRBR) within the statutory deadline (currently 7 days from registration or change).

Company registration flow-chart

  • Sign Articles of Association
  • Appoint corporate bodies (incl. Directors)
  • Deposit share capital
  • File for court registration
  • Open a bank account
  • Apply for license (if required) and start doing business

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Registering the company with a provider

Most foreign investors register companies with professional providers, such as Dudkowiak & Putyra – Business Lawyers in Warsaw. Using a provider facilitates the process, as the advisor prepares the required documentation, provides legal guidance and ensures efficient completion of the registration process.

Documents required for company registration in Poland

The list of required documents depends on whether the shareholder of the Polish company is an individual or a corporate entity.

An individual shareholder will be required to present:

  • a valid identification document (passport or national ID);
  • a notarised power of attorney (if the company is registered without the shareholder's presence in Poland), together with an Apostille or legalization, if required.

Corporate shareholder

will need to present:

  • an excerpt from the relevant commercial register confirming the existence of the foreign entity, together with an Apostille or legalization, if applicable;
  • a notarised power of attorney authorising the incorporation of the Polish company, together with an Apostille or legalization, if required.

In addition, registration providers and banks may request supplementary documents for AML and KYC purposes, depending on the shareholder's jurisdiction and ownership structure.

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Company registration fees and costs

Official registration fee (court fee) PLN 350 for online (S24) registration; PLN 600 for traditional (notarial) registration
Official translations depending on the number of documents and language, typically from PLN 40 to PLN 120 per page for sworn translations
Stamp fee (for power of attorney) PLN 17 per each power of attorney submitted for registration purposes
Notary - only for classic registration (offline) depending on the share capital amount
Registration agent / attorney fee as agreed with registration expert

Company registration tax

Tax on civil law transactions (PCC) 0,5 %
Tax calculation base initial share capital of the newly registered company
Who is obliged to pay the registration tax? newly registered company
Who remits the registration tax?
  • in online (S24) registration – the company files and pays the tax within 14 days from incorporation;
  • in traditional notarial incorporation – the notary calculates, collects and remits the tax.

Company registration vs. shelve company purchase

In most cases company registration is recommended option as it is:

  • comparably fast (especially via online registration),
  • safer – as you obtain a newly incorporated entity with no operational history,
  • tailor-made – as the company's structure and articles of association are adapted to your needs.

Company registration by the foreigner or foreign corporation

There are no restrictions in Poland as to registration of companies by foreign individuals or corporations. Some restrictions may be related to companies owning real estate and in particular agricultural lands.

Available legal form of company in Poland

Polish corporate law provides a wide variety of legal forms of business entities. The most popular legal form, in which approximately 95% of foreign investments are carried out, is:

  • LLC - Limited Liability Company - Spółka z ograniczoną odpowiedzialnością.

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Far behind there are other alternative legal form of companies:

  • JSC - Joint Stock Company - Spółka Akcyjna
  • SJCS - Simple Joint Stock Company - Prosta Spółka Akcyjna
  • LLP - Limited Liability Partnership - Spółka Komandytowa
  • JSP - Joint Stock Partnership - Spółka Komandytowo-Akcyjna
  • PP - Professional Partnership - Spółka Partnerska
  • SP - Simple Partnership - Spółka Jawna

Almost all foreign investments are performed in LLC form, small percentage of capital rising investments are executed in JSC form. Other forms are in minority. Should you have any questions about alternative registration forms - please feel free to contact our company registration experts.

Limited Liability Company in Poland

LLC is an independent legal entity with a separate legal personality from its shareholders. LLC can trade with goods and provide services, hold credits and debts on its own name. In can be easily incorporated within couple of days.

Corporate structure of LLC consists of:

  • Management Board – that manages the company, represents it, signs contracts and performs day to day operations;
  • Shareholders Meeting – that (in accordance with Articles of Associations) undertakes key decisions regarding the company and approves annual accounts
  • Supervisory Board – generally an optional corporate body; however, it becomes mandatory in an LLC if the share capital exceeds PLN 500,000 and the company has more than 25 shareholders.

Polish LLC is most usually represented by:

  • Directors – i.e. members of the Management Board
  • Commercial proxies (prokurenci) – authorised representatives appointed under a registered power of attorney (prokura), with broad statutory powers of representation.

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Minimum allowed capital level of Polish Limited Liability Company is 5.000 zł. Capital contribution may be provided in monetary or non-monetary contributions (assets). Contribution cannot be provided in the form of services towards the company.

Company incorporation or branch registration?

There is no definite answer for such a question. Most common choice of the investors in Poland is the brand-new company, rather than branch. However, depending on the business type, or investment plans branch may turn out to be a more reasonable or tax efficient solution.

A limited liability company provides separation of liability, whereas a branch does not constitute a separate legal entity and therefore exposes the foreign parent company directly to liabilities arising from operations in Poland.

On the other hand, incorporation of a new company may require obtaining new regulatory licences, whereas in certain regulated sectors a branch may rely on cross-border passporting rights within the EU, where applicable.

Another potential advantage of a branch is the possibility to allocate funds without triggering the 0.5% tax on civil law transactions (PCC), which generally applies to increases of share capital in a limited liability company.

The decision whether to incorporate a subsidiary or register a branch should be assessed individually with a corporate and tax advisor, taking into account liability, regulatory and tax considerations.

Usual benefits and incentives of company registration in Poland

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Polish Investment Zone (formerly Special Economic Zones)

Under the Polish Investment Zone framework (which replaced the former Special Economic Zones system), eligible investors may obtain a decision on support granting corporate income tax exemptions calculated on the basis of eligible investment costs or two-year labour costs. The scope and conditions of the tax relief are determined in the decision on support issued prior to commencement of operations, while any property tax exemptions may be granted separately by local municipalities.

Low corporate income tax – 9 %

Small taxpayers and start-ups may apply a 9% CIT rate, provided that their annual revenues do not exceed the PLN equivalent of EUR 2 million (calculated according to the statutory exchange rate rules). The standard CIT rate of 19% applies in other cases.

0 % of corporate income tax

Companies meeting certain criteria may benefit from 0% corporate income tax in case of profits retention and reinvestment.

IP Box

Companies generating income from qualified intellectual property rights may apply the 5% IP Box regime, provided that they conduct eligible R&D activity and maintain separate accounting records for income derived from qualified IP.

Research and Development Tax Relief (R&D)

R&D relief is a complex tax solution for companies that are investing in research and development. Beneficiaries of R&D reliefs are allowed to deduct the R&D related expenses in increased amounts (e.g. 200%) – which, in consequence, decreases the tax payable in Poland significantly.

Holding company

Since 2022 there is new tax incentive introduced for holding companies in Poland. A qualifying Polish holding company may benefit from a 95% exemption from CIT on dividends received from subsidiaries and a 100% exemption on capital gains derived from the sale of shares in a subsidiary, provided statutory conditions are met.

E-signatures – are they mandatory?

Yes – members of the Management Board must use a qualified electronic signature compliant with the eIDAS Regulation or a Polish Trusted Profile (Profil Zaufany) to sign financial statements and submit electronic filings.

Each Management Board Member of a Polish company needs to be able to sign annual accounts and financial statements. E-signatures are also useful in day to day operations, issuing authorizations, powers of attorney or correspondence with public authorities.

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Most of the e-signature providers offer:

  • USB e-signature kit - this e-signature kit is being issued with a cryptographic card, which shall be put into a USB stick reader. The costs of such e-signature are of:
    • 100 EUR - valid for 2 years or
    • 150 EUR – valid for 3 years
  • Mobile e-signature - to sign documents via mobile app, where users get generated tokens to confirm the signature. The costs of such e-signature are of:
    • 150 EUR - valid for 2 years or
    • 200 EUR – valid for 3 years

Depending on the provider there are four usual ways of setting up the e-signature:

  • Certified provides, e.g. selected law firm may take care of the process, i.e. purchase the device, create your account and generate mandatory statements. E-signature applicant will only need to notary public in their place of residence to sign the documents, which are then delivered to the e-signature provider.
  • Meeting in person with the e-signature agent. The agent will take care of the whole procedure of setting up the e-signature, and it may be issued during the meeting.
  • Online set up with an e-signature agent in cooperation with the bank. If the applicant has a bank account in one of the cooperating banks it is possible to obtain e-signature via online meeting.
  • Online identify verification and e-signature set up.

Content of the Articles of Association:

The articles of association of new limited liability company in Poland shall provide at least the below listed stipulations:

  • the business name and seat of the company;
  • the object of the company's activity, specified in accordance with the Polish Classification of Activities (PKD);
  • the amount of share capital;
  • whether a shareholder may have more than one share;
  • the number and nominal value of the shares taken up by each shareholder;
  • duration of the company, if it is limited

Application for company incorporation

Application for company incorporation in Poland should contain at least:

  • the business name, registered office and address of the company;
  • the object of the company's activity;
  • the amount of share capital;
  • specifying whether a shareholder may have more than one share;
  • surnames, first names and addresses for service or official electronic delivery addresses of members of the management board, together with the rules of representation of the company;
  • surnames and first names of the members of the supervisory board or audit committee,
  • if the shareholders make in-kind contributions to the company, an indication of this circumstance;
  • duration of the company, if limited.

FAQ – Company Registration in Poland

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How much time do I need to register company in Poland?

Online registration via the S24 system typically takes 1–3 business days, while traditional notarial registration may take longer depending on the court's workload.

Can I start employing right away after company registration?

Yes – you can start employing right away after company registration, just make sure you comply with Polish Employment and Labor Law. Please note that Employee Benefits and Employment Termination rules might be different in Poland compared to your jurisdiction.

What is the company registration authority in Poland?

Companies in Poland are registered in the National Court Register (KRS), maintained by designated commercial divisions of regional courts.

Do I need an agent to register company in Poland?

No - you do not need an agent to register company in Poland but using service of registration attorney may significantly simplify and speed up the process.

Can the company be registered at virtual address?

Yes, the company may be registered at virtual address.

Can I buy a property with my Polish company?

Most usually you can buy a property in Poland with your Polish company, unless certain restrictions are imposed on particular property.

Can I register a trademark with my Polish company?

Yes – you can register a trademark in Poland with your Polish company.

Does it make a difference in which city of Poland I register the company?

Not really, the only difference, will be in competent authorities that will keep the files of your company and collect taxes.

What are prerequisites for company de-registration in Poland?

Company de-registration is not as easy as removal of the company from the register. Prior to that the company must undergo liquidation or insolvency procedure.

Is there a difference between company registration and incorporation?

Technically, firstly the company needs to be incorporated (created), and once this is accomplished it has to be registered in competent court register (KRS). In practice, the term company registration is often used in reference to the complete process, i.e. creation and registration.

Do I need to come to Poland to register a company?

No, you do not need to come to Poland to register the company, the process can be executed remotely based on the power of attorney issued in the country of your residence.

Is online company registration available in Poland?

Yes, but it may not be available to all foreigners and foreign corporations. We recommend contacting registration expert to verify your options.

Do I need to reserve a name for the company before starting registration process in Poland?

No, there is no name reservation process in Poland that proceeds registration.

What is the minimum share capital of the company in Poland?

Minimum share capital amounts to 5.000 zł

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Is there a company registration tax in Poland?

Yes, there is a 0,5 % tax on the initial share capital that is contributed to the newly registered company in Poland.

What are the taxes in Poland?

Polish Tax Law provides Corporate Income Tax at rate of 19% or 9%.

What is e-Delivery?

e-Delivery is a governmental electronic registered mail system which, as of 2026, is mandatory for entities registered in the Polish Court Register (KRS) and enables legally binding electronic communication with public authorities.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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